0001193125-06-159362 Sample Contracts

COMPUCREDIT CREDIT CARD MASTER NOTE BUSINESS TRUST III
Master Indenture • August 2nd, 2006 • Compucredit Corp • Personal credit institutions • New York

This MASTER INDENTURE, dated as of March 10, 2006, among COMPUCREDIT CREDIT CARD MASTER NOTE BUSINESS TRUST III, a business trust organized under the laws of the State of Nevada, COMPUCREDIT CORPORATION, a Georgia corporation, as servicer, and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as indenture trustee. This Indenture may be supplemented at any time and from time to time by an Indenture Supplement in accordance with Section 2.10 hereof. If a conflict exists between the terms and provisions of this Master Indenture and any Indenture Supplement, the terms and provisions of the Indenture Supplement shall be controlling with respect to the related Series.

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TRANSFER AND SERVICING AGREEMENT Dated as of March 10, 2006
Transfer and Servicing Agreement • August 2nd, 2006 • Compucredit Corp • Personal credit institutions • New York

TRANSFER AND SERVICING AGREEMENT, dated as of March 10, 2006, among COMPUCREDIT FUNDING CORP. III, a Nevada corporation, as Transferor, COMPUCREDIT CORPORATION, a Georgia corporation, as Servicer, COMPUCREDIT CREDIT CARD MASTER NOTE BUSINESS TRUST III, a Nevada business trust, as Issuer, and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Indenture Trustee.

RECEIVABLES PURCHASE AGREEMENT Dated as of September 30, 2003
Receivables Purchase Agreement • August 2nd, 2006 • Compucredit Corp • Personal credit institutions • New York

RECEIVABLES PURCHASE AGREEMENT, dated as of September 30, 2003, by and between COMPUCREDIT CORPORATION, a Georgia corporation (“CompuCredit”) and COLUMBUS BANK AND TRUST COMPANY, a state chartered bank organized under the laws of the State of Georgia (“Columbus Bank”).

AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT Dated as of January 3, 2005, as amended and restated as of March 10, 2006
Receivables Purchase Agreement • August 2nd, 2006 • Compucredit Corp • Personal credit institutions • New York

AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT, dated as of January 3, 2005, as amended and restated as of March 10, 2006, by and between COMPUCREDIT CORPORATION, a Georgia corporation (together with its permitted successors and assigns, “CompuCredit”) and COMPUCREDIT FUNDING CORP. III, a Nevada corporation (together with its permitted successors and assigns, “CFC”).

FIRST AMENDMENT TO THE RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • August 2nd, 2006 • Compucredit Corp • Personal credit institutions • New York

This First Amendment to the Receivables Purchase Agreement (“Amendment”) is executed as of this 10th day of March, 2006, by and between COLUMBUS BANK AND TRUST COMPANY, a state chartered bank organized under the laws of the State of Georgia (“Columbus Bank”) and COMPUCREDIT CORPORATION, a Georgia corporation (together with its permitted successors and assigns, “CompuCredit”).

CLASS A NOTE PURCHASE AGREEMENT by and among COMPUCREDIT CREDIT CARD MASTER NOTE BUSINESS TRUST III, Issuer COMPUCREDIT FUNDING CORP. III, Transferor, COMPUCREDIT CORPORATION, Servicer, THE CLASS A PURCHASERS PARTIES HERETO, Administrative Agent and...
Class a Note Purchase Agreement • August 2nd, 2006 • Compucredit Corp • Personal credit institutions • New York

This NOTE PURCHASE AGREEMENT, dated as of [ , ] (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), is by and among COMPUCREDIT CREDIT CARD MASTER NOTE BUSINESS TRUST III, a business trust organized and existing under the laws of the State of Nevada, as issuer (the “Issuer”), COMPUCREDIT FUNDING CORP. III, a Nevada corporation (“CFC”), as transferor (together with its successors and permitted assigns in such capacity, the “Transferor”), COMPUCREDIT CORPORATION, a Georgia corporation, as servicer (together with its successors and permitted assigns, the “Servicer”), the CLASS A PURCHASERS (as hereinafter defined) from time to time parties hereto, the AGENTS for the Purchaser Groups from time to time parties hereto (each such party, together with their respective successors in such capacity, an “Agent”), and [ ],as administrative agent for the Class A Purchasers (together with its successors in such capacity, the “Administrative Agent”).

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